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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock Option | $ 7.89 (1) | 03/01/2013 | A | 20,000 | 03/01/2014(3) | 03/01/2023(3) | Common Stock | 20,000 | $ 7.89 | 20,000 | D | ||||
Deferred Stock Units | (2) | 03/01/2013 | A | 5,349 | (4) | (4) | Common Stock | 5,349 | $ 0 (4) | 14,986 | D | ||||
Deferred Stock Units | (4) | 03/01/2013 | M | 2,023 | (4) | (4) | Common Stock | 2,023 | (4) | 12,963 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
DEMARTINO STEVEN A ONE HAMDEN CENTER 2319 WHITNEY AVENUE, SUITE 3B HAMDEN, CT 06518 |
President, CFO, Treas. & Sec. |
Steven A. DeMartino, Attorney-In-Fact | 03/05/2013 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Grant of non-qualified stock option under the Company's 2005 Equity Incentive Plan. The option becomes exercisable 25% per year on each anniversary of the date of grant. |
(2) | The Deferred Stock Units convert to common stock on a one-for-one basis. |
(3) | The Deferred Stock Units were issued pursuant to the Company's 2005 Equity Incentive Plan. Upon the earlier of (i) March 1, 2016, (ii) a change in control event as defined in Section 401A of the IRS code and (iii) the date of the Reporting Person's separation of service from the Company, the Company shall transfer to the Reporting Person one share of common stock for each Deferred Stock Unit held by the Reporting Person. |
(4) | Represents Deferred Stock Units granted on March 1, 2010 that have converted to common stock on a one-for-one basis. |